


Split Decisicion

by LilRexsoka, TabbyWolf



Category: Star Wars: The Clone Wars (2008) - All Media Types
Genre: Ahsoka is probably 17 here though so it's not that underage, Anal Sex, Double Penetration, F/M, First Time, Fluff and Smut, Light Xeno, Oral Sex, Polyamory, Polyamory Negotiations, Porn with a little plot (as a treat), Threesome - F/M/M, Vaginal Sex, conflicted feelings
Language: English
Status: Completed
Published: 2020-07-09
Updated: 2020-07-09
Packaged: 2021-03-04 22:15:37
Rating: Explicit
Warnings: Underage
Chapters: 1
Words: 7,065
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25163773
Author URL: https://archiveofourown.org/users/LilRexsoka/pseuds/LilRexsoka, https://archiveofourown.org/users/TabbyWolf/pseuds/TabbyWolf
Summary: Ahsoka finds herself falling for both Captain Rex and ARC Trooper Fives.Luckily, Ahsoka has two hands, and clones don't mind sharing with their brothers.
Relationships: CT-27-5555 | Fives | ARC-5555 & CT-7567 | Rex, CT-27-5555 | Fives | ARC-5555/Ahsoka Tano, CT-7567 | Rex/Ahsoka Tano
Comments: 19
Kudos: 87





	Split Decisicion

**Author's Note:**

> We both accidentally fell into this damn shipping hole thanks to things getting out of hand on out RP Tumblers, so we decided to write this. LilRexsoka wrote the fluff part and TabbyWolf wrote the smut

“Fives, you should take better care of your tools,” the ARC Trooper muttered mockingly, switching on the lights of the stock closet. “As if no brother has ever broken their datapad before.” Fives pushed around the crates lining the room, checking the labels and lifting lids curiously. It hadn’t been his fault, entirely. Jesse and a group of shinies had convinced him to drop his datapad from the highest level of the hanger back on the cruiser, arguing that the devices were supposedly built to withstand anything. That had ended up in a very broken datapad and a very disappointed Captain, who had delivered his scathing line.

The ARC Trooper pushed aside a stack of crates against the barracks’ wall and studied the labels of the ones in the back. He found the crate he was looking for and strained to prop open the lid. “Gotcha,” he grunted, throwing aside the cover and eyeing the rows of fresh, untouched datapads

“What are you looking for?”

Fives jumped, whipping around and barely stopped himself from striking out defensively at the person who had come up behind him. It was the Commander, her hands tucked innocently behind her back as she rocked on her heels expectantly. _Damn. I don’t know how she does that._ “Uh, hi, Commander. I’m just looking for a datapad.”

“What for?” Ahsoka prodded further. She smirked wickedly. “Don’t tell me you lost yours.”

The clone chuckled sheepishly, running a hand over his dark hair. “Actually, I broke it. It was Rex’s fault.”

“Sure,” the Padawan answered sarcastically, sitting on the edge of one of the sealed crates with a drawn-out sigh. “I don’t know how you managed to do that. Those things are supposed to be indestructible.”

Fives shrugged, a casual action that would have any other superior barking at his heels. Ahsoka had always been different; sure, she could command and lead an army into battle with skill and vigour, but outside of the fighting she became a friend. “ARC’s can do anything. Even the impossible.”

“Yeah? And can you handle a grumpy Captain?” Ahsoka asked teasingly. “Because I’m sure he’s waiting for you with his hands on his hips. I can almost sense his frustration from here.” She wiggled her fingers to add effect.

The ARC Trooper couldn’t help but snicker. “Ah, don’t worry about me, Commander. I’ve had my fair share of dealing with Rex. A lot of reasoning and a little bit of caf.” Fives knew his Captain meant well-- but he also thought Rex took his regulations a bit too much to heart.

“I always thought Rex gave you punishments anyway,” Ahsoka mused, tapping her chin mischievously. “Come on. Admit how many extra shifts or janitorial duties you have piled up.”

Fives whistled and shrugged. “I dunno. I’ve stopped counting.” He smirked curiously at the Togruta with a question forming on his lips. “Hey, what does Rex do to scare you away from doing stupid things? He can’t exactly order you to stop or threaten you with extra work hours.”

The Padawan tilted her head keenly, and the flash of mischief in her eyes did not go unnoticed. Ahsoka stood gracefully, slipping off of the crate, and sauntered over to the ARC Trooper. “Who says I do stupid things, _hmm?_ ”

Fives felt sweat gather under his armour as her voice rumbled low in her throat, almost as a purr. _Fek_. “That’s just the Jedi way. From what I’ve seen. Doesn’t mean there is anything wrong with it.”

“Oh, I see,” Ahsoka cooed. “You have a point. I am always doing things that I shouldn’t be doing.” Then she leaned over and sweetly tapped the clone on the chin with a dainty finger. “I’m a rule breaker.”

Something in her voice and her teasing expression was steering him away from all rational thoughts. “I know. That’s how you get out of Rex’s punishments. You-“

Fives was cut off with a hand slapped to his mouth. Ahsoka hovered even closer and her fanged grin lowered into a dangerous scowl. “You seem very intent on teasing me about that.”

It had been a joke at the moment; Rex and his men had been discussing the differences between the GAR regulations and the Jedi Code, when Fives had suggested that Ahsoka would never break the code but had broken the regs. To prove him wrong, she had pulled Rex over and laid a peck on his cheek, announcing, “See? I can break the regs and the code!” Since that night, Fives had found a habit of teasing and jabbing at a possible romance between Captain and Commander.

“You are pretty close,” Fives muttered between her fingers cheekily. “And when two ‘friends’ get excitable…”

Ahsoka moved her hand away from his lips and to his chin, where she lightly grabbed his facial hair. At this point, she was practically straddling the ARC Trooper’s lap. “You torment me.”

Fives laughed uneasily, trying to ignore the fire that was creeping through his blood at their positions. “Aw, but you love it. If you didn’t, we wouldn’t be here, would we?” _She really needs to stop before…_

The Togruta bared her fangs again, deviously. “And you are enjoying this just as much as I am.” Her hand slowly ran across his goatee and down his jaw to his ear. At this cue, she bent down even further until her breath was warming the side of his face. “You’re right. I get excitable.”

The clone’s breath hitched as she lowered her nose and gently nuzzled the side of his neck, running the tip of it along his warmer skin. Her hands had fallen to the pauldrons on his shoulders and she had finally settled onto the plates of his lap, heavy and warm even through the plastoid. “Ahsoka…”

The Togruta paused for a moment in the crook of his neck. “Is this wrong? I’m sorry, I thought you wanted this…”

“I do,” Fives interjected, awkwardly grabbing her elbow to prevent her from moving away. “I just… don’t know if you thought this through beforehand. I mean, you are breaking regs and codes… and putting yourself in danger.” He knew what the consequences would be if they were caught, but he needed to be sure that she did as well.

Ahsoka pulled her head back to search his face. “Fives. I’ve thought about this. If you want this… then I guess we will be breaking more rules.” She grinned and ran her tongue over her too-sharp teeth.

The clone shivered and allowed her to return to his neck. “Yeah, since you’ve already done this with the Captain.” His teasing comment made her huff indignantly into his skin and was answered with the slight scrape of her fangs. He smirked.

The Togruta took away her fangs and instead placed her lips to the clone’s neck, whispering upward to his jaw. Fives responded by carefully placing his hands on her back, for which she did not protest.

“Uh oh,” she suddenly whispered, freezing Fives’ veins in cold fear. “Captain at six o’clock.”

The Togruta whipped around, still straddling the clone trooper, when Rex pushed into the room, staring down at the datapad in his hand. His eyebrows were furrowed with frustration before he even glanced upward. “Fives, what is taking you so long just to get a-” He cut off when he finally took in the scene before him.

“Rex!” Ahsoka squealed, sliding away from the disgruntled man she had been kissing and bounded over to stand before her Captain. “What are you doing in here?”

“What are you doing in here?” He shot back, his eyes glittering dangerously.

Ahsoka placed her hands on her hips. “I’m busy. So is Fives.” The tone in her voice said, _I’m not backing down._

“I can see that,” Rex seethed between his teeth, his fists tight at his sides. “Commander… I hope you know the reality behind what you are doing.”

The Togruta made a low, disapproving sound in her throat and poked the Captain roughly in the chestplate. “Funny you say that, Rex, considering that kiss in your office.”

“There was an office kiss?” Fives blurted, suddenly alarmed that his suspicions had been proven true. He was ignored.

“That… I thought you were just messing with me,” Rex sputtered. “How was I supposed to know it was serious?”

Ahsoka sighed dramatically and even Fives winced. “Because I had my tongue in your mouth, you _dikut!_ ” The Togruta crossed her arms back over her chest. “I really thought you didn’t care about the regs, not when it came to me.”

“Wait, I’m confused here,” Fives interrupted again. He ignored the glares that came from both his Commander and brother. “So, you two are actually interested in each other? I wasn’t just grasping at thin lines?”

Rex and Ahsoka exchanged a long glance, thoughtful and considering. Fives awaited their answers, his breath sticking in his throat with the anticipation.

“To be completely honest,” the clone Captain began hesitantly. His shoulders dropped as if he were ashamed of what he was admitting. “...I’ve been attracted to you for a while now, Commander.” His gaze hardened again in moments and he jerked his thumb at his brother. “I guess we all know who _you_ are attracted to now.”

Ahsoka appeared completely taken aback. “First of all,” she started. “You do? Second of all—“ she switched her gaze from him to Fives and back— “Just because I was having a bit of fun with him, that doesn’t mean you’re out of the picture!”

Fives could see the unease coming off of his Captain. Rex had never been excellent at expressing his true feelings, and Fives painfully held his tongue so he could hear what his _vod_ had to say. Even when every moment his excited body wanted his voice to protest.

“Well, what did you want me to think?” Rex countered, his voice rising again, almost with desperation. “If that kiss meant something, then what did yours and Fives’ mean?!”

Ahsoka’s lip curled, and her fangs were once again visible at the corner of her mouth. “Maybe it meant that I’m confused! I don’t want to have to choose, and I’m trying to figure this out before I make a decision!”

Fives finally stood from his crate, slowly making his way over to where his superiors were facing off. “What do you mean? What decision?”

The young Togruta whipped around as he approached, like a cornered animal. “What should I do when I have a sweet, honest Captain and a charismatic ARC Trooper in my mind all day? Pretend like I don’t imagine what it would be like to give in and…” she cut off, choking on her own words as tears gathered in her eyes.

Realization sunk in just as the Padawan turned to flee out of the room. To Fives’ relief, Rex caught her wrist, bravely ignoring her snarl of indignation.

“Commander,” the clone Captain began, but quickly corrected himself. “Ahsoka. Please don’t leave. This is something we need to discuss.”

Ahsoka visibly relaxed and she let out a quiet sigh. “You’re right. I just don’t know how to handle this. These feelings are strange and new and… shared.”

Fives pushed out his next words with great difficulty. He wanted to mean them, and he did, in a way, but there was something inside him screaming that he was not entirely truthful. “I’m alright if you go with Rex.”

The beautiful Togruta raised her head to gaze at him, her stunning blue eyes still gleaming with tears. “Really?”

“Fives—“ Rex tried to start, but he was cut off.

“I just want you to be happy,” Fives continued. “And if Rex is the right man, then I will support you entirely.” _He’s my brother. I can’t be jealous._

When Ahsoka paused with her mouth open, Rex filled in her silence. “And if that man is Fives, I’ll do the same.”

The Togruta gazed between the two men, overwhelmed with indescribable emotion. They waited silently for her final word, even if they feared it.

Ahsoka’s lip trembled, and she sighed frustratedly before launching into her own admission. “I hate this! I don’t want to have to choose one of you!”

The two clones glanced upward to meet each other's eyes, suddenly dull with guilt. _We didn’t even realize how much pressure we were putting on her._ The reality of her situation stabbed into Fives’ brain horridly. Judging from Rex’s expression, he understood it as well.

“You don’t have to, Ahsoka,” the clone Captain soothed. “We shouldn’t be in this situation anyway, not with the regs and…” he trailed off, unwilling to finish his train of thought.

The Padawan slapped her hand over his mouth anyway, the markings above her eyes slanted with determination. “I think we’ve made this clear. I’m done worrying about the rules. This is what I want, and nothing can tell me otherwise.”

An idea came to Fives’ head as the Captain and the Commander indulged in a heated conversation over the values of rule-following. He was nervous to suggest it, afraid that either superior would brush it off and label him a _dikut_ , but his options were not appealing to him either way. “What if you didn’t have to choose?”

Both heads turned toward him mid-sentence. They eyed him curiously, prompting Fives to continue without ever speaking a word.

“Uhm, well, I know nats usually feel… unsettled, on things like this…” the ARC Trooper began hesitantly. “But it could solve our… situation.”

“You don’t mean…?” Ahsoka sputtered, her shining eyes stretched wide.

“A polyamorous relationship?” Rex asked, incredulous. He let out a short, nervous bark of laughter. “I’m not dating my brother.”

Fives nearly burst out laughing. “No, that’s not what I meant at all. I’m talking about both of us dating Ahsoka. She’ll have two partners. If… that would work for both of you.”

The clone Captain dipped his chin, surprised. “That’s… actually not a terrible suggestion.”

Fives’ pride was quickly overrun with the pain of the jab. “Hey, ouch. I have good ideas.”

“Yeah, you do!” Ahsoka suddenly squealed. The clones both turned to her at once and her sudden excitement. “This could be the answer- as long as both of you agree as well.”

Five couldn’t hide the sudden thrill that likely covered his face. “Hell yeah! I mean… Yes, it would work for me. As long as Captain Reg over there also wants this.”

The aptly named ‘Captain Reg’ rolled his eyes, but returned a more serious gaze to the Togruta. “I would also be okay with that, ‘Soka. It’s a bonus if I can make both of you happy.”

Ahsoka’s entire face lit up with everything from joy to intense relief. Her mouth stretched wide in a whole-hearted grin, she launched herself forward, leaping into the stunned arms of the Captain. “Oh, thank you, Rexster! You just made me the happiest girl to ever see the stars!” She squeezed him gratefully, then pivoted to launch her next attack onto Fives. “You too, Fivesy!”

The ARC Trooper welcomed her with a breathless chuckle, embracing her in return. “Anything for you, love.”

“So…” Ahsoka hummed, pulling away from Fives’ grip slightly and tapping the exposed part of his neck lightly. “I guess that means… I have _two_ mates.”

“Mates?” Rex echoed with a slight waver in his voice. “Isn’t that an animal thing?”

The Togruta turned from Fives’ grip to his dismay and sauntered over to the other clone. “No,” she corrected, flashing her perfect teeth. “It’s a predator thing.” She pressed herself against Rex’s chest and stretched her arms lazily over his shoulders. She bared her fangs teasingly. “We like to mark our mates, so everyone knows that they have been… taken.”

Ahsoka wasn’t even touching him and Fives felt the fire begin to burn through his blood again. His commander could slow her words and flash her teeth and that would be enough to set him off. _Fek._ “Yeah? Well, does that take up a spot in your schedule for today?” _If she can do it, I can as well._

The Togruta cast a knowing look as Fives sidled closer to her and the pinned Captain. “Possibly. Unless you’ve got something else in mind?”

Fives deployed his usual charming grin, unable to stop himself from moving forward with the suggestive banter that would usually get a drink thrown into his lap. “I don’t know. I heard threesomes were pretty fun.”

“Fives…” Rex rumbled, though it wasn’t his usual fiery protest, lacking energy. Perhaps it was the flirty Togruta pressed against his plates.

Ahsoka blinked her large eyes coyly. “Only if Rexy can fit it into his schedule. Usually he’s a _very busy man._ ”

“I think… I can make it work,” the Captain murmured, his voice husky. The beautiful Jedi pressing into his chest was definitely getting to him.

Fives smirked. “Getting busy isn’t always about work.” He was promptly smacked right on the chestplate for that remark. Ow. _Thanks, Commander. I’m aware of my brilliant banter._

“No, you’re right,” Ahsoka relented. She turned her chin to brush her nose against Rex’s cheek. “But I still have a job to do.”

Fives watched, utterly entranced, as the Jedi nuzzled the Captain’s jaw, running the tip of her nose along his jawline and back to his ear, where she strained on her toes to reach his earlobe. She gave it a careful lick and a nibble before inching back down toward his neck. She placed her lips on the underside of his jaw before pausing, still smirking, and slowly pulled down his collar with a dainty finger.

There, she laid several pressing kisses to the curve of his neck, her free hand clutching at the gaps of his armour. Rex stood there silently, his eyes flickering shut and a strange mix of unease and enjoyment scrawled across his face. He gasped quietly when Ahsoka swiped her tongue over her fangs and pressed them into his tanned flesh.

Fives winced internally when Ahsoka finally broke away. He caught a glimpse of a red mark before she replaced Rex’s collar, smiled innocently and turned to face the second clone. “Your turn.”

Fives’ desire luckily outweighed his fear as Ahsoka leaned against him, laying all of her good-smelling warmth into his already too-hot armour. She took her time to nuzzle his neck and jaw, similar to the Captain’s own treatment. If he had been burning up with lust before, now he was on fire; he just managed to restrain himself from grabbing her hips greedily as her tongue danced over his skin.

“ _Kriff,_ ” the ARC Trooper hissed as her fangs finally poked at his neck. It stung, but was over in mere moments, leaving a blobby, red mark in its place.

“There you are,” Ahsoka purred delightedly, stepping back with a satisfied grin. “Now both of you are mine.”

He was lost in the rush of his desire. Fives barely put it to thought that he hadn’t just become involved with a beautiful girl, but with his own Commander. It reached his mind, of course, but any and all punishments or trouble they could possibly get into was ignored. _I wouldn’t give this up for anything._ “I couldn’t agree more. Now, what next?” _Hope it has something to do with losing this armour._

“Hold on a minute,” Rex rumbled, his gaze stony with restrained passion. “If we’re going to do this, I’m not going to be doing it in a closet.”

“I agree,” Ahsoka answered. She smirked slyly. “Not this time, anyway. We’ll need some privacy.” With a playful wink, leaning over to chuck Fives softly on the chin and then patting Rex’s cheek, she began to move out of the room.

The two clones followed eagerly, eyes glued to her swaying hips and muscular back. Fives found himself wondering, even through the fog of his lust, what Rex’s perspective of the situation was. He was likely just as desire-drunk as his brother, too wrapped up in Ahsoka’s flirty banter to truly consider the repercussions. Even then, Fives knew that he himself didn’t care what would happen to him if anyone found out. As long as he was sure he could take all the blame for his new-found partner. He was sure Rex would agree. Either way, he chose not to ponder it for too long. He had other things on his mind.  


* * *

Ahsoka led Rex and Fives to her quarters, keeping up the appearance of formality as to not rouse suspicion, but on the inside she was practically vibrating with excitement.

She had finally gotten both of them interested, and instead of having to make up her mind on who to choose, Rex and Fives had agreed to just share her.

Fives had been very excited about this idea (it had been his after all), but Rex still seemed nervous. She could feel it in the force. So was Fives, but less so.

"After you,” she said, breaking protocol to let them go first. As soon as she locked the door behind them they both dropped the parade rest as if ordered.

She looked from Rex to Fives and back, sensing hesitation on both of them.

"So... what are we gonna do now?" Ahsoka asked

"I don't know," Rex said

"Usually I get told to undress at this point," Fives admitted

"Usually? Have you done this before?" Ahsoka asked

"Yeah, I think pretty much every clone has. You've seen 79's. Always with a condom, though I'm clean."

"I haven't done this before," Rex admitted "I never liked the way they looked at me."

"I haven't either," Ahsoka admitted "Never had the chance."

"Well, then I suppose I'll have to show both of you how this works," Fives said.

"This is not how I expected this to go," Rex sighed.

"Me neither. I expected there to only be one guy," Ahsoka admitted.

"Yeah, we should probably talk about that. How are we gonna do this?" Rex asked.

"You should go first, Cap," Fives said, taking off his gloves. "I'll warm her up for you."

The ARC trooper approached Ahsoka carefully, stopping just a few centimeters away from her. "May I?"

Ahsoka gave Rex a quick glance and he gave her a short nod.

"Yes," she said, and Fives had his arms around her in a second. He kissed her passionately and she kissed him back as well as she could.

She heard the sound of a kama hitting the floor, but Fives couldn't have taken his off. His hands were on her body, but she still checked by grabbing his butt. Sturdy fabric and plastoid plating. Too bad.

"Rex," she got out between kisses. "Leave your blacks on for now. I wanna be the one to take those off."

"Yes sir," he said as Fives moved lower to kiss her neck.

"Don't call me sir," she said. “Not in this situation.”

"Okay," Rex said awkwardly as he continued to dekit while Fives explored her body.

"Is it okay if I go under your clothes?" Fives asked.

"No, I was planning to keep those on,” she joked “Of course you can, Fivesy."

Fives smiled at the new nickname. "I just wanted to make sure you were comfortable with how fast we're going."

He carefully hiked her skirt up to her waist and started pulling down her leggings while she opened the zipper on her dress and pulled the dress over her head, revealing her bare chest to both of them.

Fives looked at them like they were the best things he’d ever seen.

"Nice," Fives said. "Can I kiss them?"

"Yes."

As Fives bent down and latched onto one of her nipples and started playing with it in his mouth, Rex had finished removing the plating and had approached her as well.

"Can I join?"

"Of course," Ahsoka said, and Fives nodded against her chest. Rex gently cupped her face and pressed his lips on hers tenderly. She appreciated the sweet gesture, but she wanted more. She licked his lips and he let her in and returned the gesture awkwardly. She could tell he was less skilled than Fives, but she didn't mind. He’d catch up soon enough.

"You should try touching these, vod," Fives said.

"Is that okay?" he asked Ahsoka.

"Yes, you don't have to ask to touch me. I know what's going to happen and I want it. I'll let you know if I'm not okay with something."

"Okay," Rex said before gently cupping her free breast in his hand and playing with it gently

Meanwhile, Fives was moving one of his hands down her side, into her waistband. She didn't protest, and he slipped his hand into her underwear. She let out a gasp as he pushed his fingers between her folds and rubbed her clit gently.

"Take off your pants, love," Fives asked. She did as he told her, and he got on his knees before her, pulling Rex down with him.

He pulled her folds apart in front of Rex. "This over here is the clit. Do you know what to do with it?"

"I hope so," Rex said as he touched it gently. She shivered at the touch.

"Okay, I'll just let you get familiar with it while I get rid of these plates. The codpiece is getting too tight," he said with a wink at Ahsoka.

Fives got up to undress in the corner, and Rex kept gently rubbing her clit and looked up at her for confirmation. She moaned softly. It felt really good (in fact, she wasn't even sure if she could form a coherent sentence if she tried), so she put her hand on his head to reassure him.

He leaned in and put his mouth on her folds, giving her an experimental lick.

"Yes, that's great," Ahsoka sighed as Rex upped the pace and started eating her out much more passionately. He closed his eyes and gave her a light suck which caused her to buck her hips forward.

"Doing great so far, vod," Fives said as he removed his boots and walked back over to her. She could see the outline of his erection through his blacks. He got beside her, kissed her on the lips passionately and slid his hand over her butt, sliding it between her legs to feel her opening.

"I think you're wet enough for him to take you, what do you think?" he asked.

"If you're ready," she told Rex.

"I am," he said, getting up and putting his hands on her waist.

"Okay," she said as she started taking his shirt off. He wasn't as muscular as some civilians tended to assume. He still had a good bit of muscle, the edges of which were blurred by a thin layer of fat. She let her hands slide over his body, enjoying the softness of his skin and the firm muscles underneath it. When she knelt down to remove his pants, she slid them down carefully, revealing the light grey boxer shorts and his muscular thighs. He held on to her as he stepped out of his lower blacks.

She gently touched the outline in his boxers before looking up at him. "Is it okay if I take it off?"

"Of course, Ahsoka. Anything is fine," he said. "I'm yours."

She smiled at him before she slipped his boxers down and looked at his erection. He was slightly bigger than she expected, with a thick shaft that curved upwards just a little and a pink head.

"It looks nice," she told Rex.

"Thanks Ahsoka," he said as she carefully took it into her hands.

"Apparently we're pretty big," Fives said. "I hope that's gonna go okay, with this being your first time."

"Yeah, as long as you're careful," she told Rex, before pressing a kiss to the small piece of skin connecting the head to the foreskin. Rex sucked in a breath.

"Of course I will be," Rex said, petting her montrals gently.

"Okay, get on my bunk," she said.

"Okay. Don't you wanna lay down first?" he asked as he walked over to the bed, removing his boxers completely.

"I want to be on top," she said.

"Okay," Rex said as he laid down on his back.

She climbed on him, hovering her private parts just above his. He lay beneath her, looking up at her expectantly. "Are you ready?" she asked with a nervous smile.

"Yes, I am" he said, slowly stroking her thigh.

"Okay," she said, calming herself. "Here it goes."

She slowly lowered herself on him, sliding him into herself as gently as possible. He was big, but it fit.

"How does it feel?" Fives asked.

"Pretty good. There's some tension, but it's not hurting."

"Okay, just relax and try to ride him when you feel ready," he said, kneeling down next to her and kissing the side of her montral.

She turned to kiss Fives on the mouth and then she slowly tried to ride Rex at the same time, trying to find an angle that worked well. She quickly found one and started rolling her hips back and forth over his, letting him slide in and out of her.

"Kriff 'Soka," Rex said as he grabbed her waist and ran his hands over her body.

"You can move if you want to," she said.

"Okay," he said and he started thrusting up into her gently. She felt a wave of pleasure every time their hips met, and soon Rex had matched her rhythm.

"Yes, harder Rex," she moaned as Fives held her steady. She started using the ARC trooper’s shoulder for leverage, using him to pull herself up to drop herself back on Rex. Rex grabbed her hips and started thrusting into her harder.

"Kriff, I'm gonna-"

Before he could finish the sentence, he instinctively pulled Ahsoka onto him and she could feel his cock twitch as he came inside of her.

"I'm sorry," Rex said, his cock twitching a little.

“That’s fine," Fives said, "We're sterile, and clean. Don’t worry, love."

"Okay, if you say so," Ahsoka said.

"I'll take over now," Fives said as he pulled Ahsoka off Rex and took her into his arms. "You should recharge so you can do the third round."

Rex got up and Fives put her down where the captain had just been.

“So, how do you want to do this?” Fives asked, leaning over her playfully.

“Well, my legs are a little tired, so can you be on top?”

“Okay. Are you okay with it like this? I can get a condom if you want me to.”

“You don’t have to if you’re sure you’re clean. I trust you. Just like I trusted Rex.”

“Thanks, Ahsoka,” Fives said as he sat down between her legs. “That means a lot to me. Usually I insist on wearing one, but I trust you too.”

“I appreciate that,” Ahsoka said. “So… How does this work?”

“Spread your legs,” he said. She did as he suggested and he leaned over her, lining himself up with her opening. “Are you ready?”

“I think so? I mean, I had no trouble taking Rex and he’s the same size,” she told him.

“Good point. Just relax then, and let me take care of you,” he said as he slid his cock inside of her slowly. There was no tension this time, since she was still relaxed and aroused from riding Rex.

“That’s wetter than I expected,” he admitted as he slowly sank himself deeper into her.

“Sorry,” Rex said.

“No, it’s because I’m not wearing a-- Oh, like that,” he said. “I don’t mind though. It always gets messy. ”

“Okay. What should I do in the meantime?” Rex asked.

“Just take some time to recover,” Fives said. “You can watch if you want?”

“Like I have much choice,” Rex joked.

“You can touch me as well if you want to,” Ahsoka said, stroking her lekku.

“Okay,” Rex said as he knelt next to the bed and gently grabbed her lekku. He gave one an experimental lick.

“Yes, like that,” Ahsoka sighed.

“Can I start moving?” Fives asked.

In response, she wrapped her legs around his waist and nodded. Fives laid down on top of her, keeping the bulk of his weight resting on his elbows. He started thrusting into her softly and kissed her other lekku.

Rex moved to her face and kissed her. She kissed him back as Fives rolled his hips into hers. She tightened the grip on his hips to push him in deeper and he thrusted slightly harder.

“This feels so much better without a rubber,” Fives whispered into her montral. “Honestly, I think this is the best sex I’ve ever had.”

“Then I’m doing pretty good for my first time,” Ahsoka said between pants.

“Second,” Rex corrected, his voice slightly muffled against her lek.

“Yeah…” Fives said. “Though this is the first time I’m actually touching someone on the inside. I think you still count as my first, in a way.”

“If you say so,” she got out. The feeling of having Fives inside of her and having both of her lekku kissed was making it hard to think.

“I would want you to count,” he admitted.

“I take that as a compliment, and I think you can if you want to,” she said.

“It’s not just that it feels better. It’s also because I’m with someone I love,” Fives told her as he slowly rolled his hips into hers. She laid back and enjoyed the sensation. As much fun as riding Rex had been (even if it didn’t last as long as she’d have preferred), this gentle, slow thrusting was also really calming, even if it wasn’t getting her off.

“Do you want to keep doing this?” Fives asked.

“This is nice, but I kinda want to try something more intense,” she said. “Can you take me from behind while I give Rex some attention?”

“Of course,” Fives said before giving her one last, much rougher thrust. She yelped from the sudden intensity and Fives smiled. He pulled out and let her turn around.

She got on all fours and petted the bed in front of her. Rex kneeled on the bed and she grabbed his dick, stroking him slowly, as he was getting a halvie again.

Rex looked like he wanted to say something, but didn’t know what to say.

“You don’t have to say anything,” she said before giving him a lick. “I’ll take care of you.”

“Thanks, Ahsoka,” Rex said as she slipped the head into her mouth. Rex inhaled sharply as she started to suck him off.

She could feel him get harder in her mouth, and she could taste something that she assumed was precum mixing with her own spit and juices.

Rex started petting her montrals in appreciation while Fives petted her behind before lining himself up with her. She could feel him at her opening. She hummed in approval and Fives slowly pushed himself inside of her. He held onto her hips and started thrusting slowly, careful not to push her into Rex too hard.

“Yes, that’s good. A little harder, Fivesy.”

“Yes, Si- Cyare,” Fives said as he increased his grip on her hips

“Do you like having both of us at once?” Rex asked. She nodded, his now fully hard cock still in her mouth.

“Well, there’s another way you could have both of us,” Fives said, running his thumb over the other opening.

Ahsoka didn’t know how to feel about that buttstuff since she’d never tried it, but she didn’t protest.

“Do you want to be between us?” Fives asked.

“I don’t know,” Ahsoka said, switching to giving Rex a handjob so she could talk. “Do you want to?”

“I’d be happy to do anything for you,” Rex said.  
“Do you want me to finish inside of you as well?” Fives asked.

“Yes, if you want to,” she said. “Rex should be ready to take over, right?”

Rex nodded and as soon as he did, Fives upped his tempo. She gasped. After a few rough thrusts, she could feel the now familiar twitching inside of her as he emptied himself into her.

After the last twitch, Fives gave her an awkward pat on her butt and got up. “I’ll find some lube for you.”

“There’s some hidden in the box in the underwear drawer,” she said before getting up on her knees and pulling Rex in for another kiss.

Fives opened her closet and found the box.

“I don’t see why you’d need to keep lube if this was your first ti- Oh.”

“What is it, Fives?” Rex asked as he fingered her softly.

“He found my toys,” Ahsoka said.

“I’d like to see you play with them sometime,” Fives said as he came back to the cot.

“Maybe sometime,” she said as Rex went back to fingering her while he kissed her neck. “I want to see what you have in store for me.”

Fives got on his knees behind her, put some lube on his fingers and started rubbing her back entrance.

Soon, she was relaxed and used to being touched like that. This was starting to feel normal a lot faster than she expected.

While Rex kept kissing her as she stroked his dick, Fives started to slowly push his finger into her. She hummed in approval.

“Does this feel good?” Fives asked.

In response, she pushed back against his hand, forcing his finger a little deeper.

“Do you want another one?” Fives asked excitedly.

She nodded against Rex’s face, and Fives added another finger and started opening her up.

“I’m assuming you want the backside while Rex can take the front?” Ahsoka asked him.

Fives nodded enthusiastically.

“You okay with that, Rexy?”

“Yeah,” he said, smiling at her like she was the most beautiful thing in the galaxy. She smiled back at him while Fives removed his fingers and kissed her rear lek.

She pushed her butt into his pelvis, getting his erection between her cheeks. He put his lubed up hand between them and lined himself up with her opening.

“Can I put it in?” he asked.

Ahsoka nodded.

Fives pushed inside her slowly, letting her adjust.

“Are you okay?”

“Yeah,” Ahsoka gasped.

“Okay, then I’ll pull you back so Rex can get inside you too.”  
  
Ahsoka nodded and Fives put his arm around her chest and pulled her backwards. She landed on her back, with both her legs in the air. Rex immediately crawled over to her and started kissing her clit. Ahsoka began squirming in response, her movement only getting Fives’s cock deeper inside of her.

Rex moved up to her abdomen, kissing his way up her stomach. Fives started thrusting into her slowly while moving his hands over her upper body and kissing her back lek.

Rex moved to her breasts, licking them enthusiastically. Fives moved his hands to her hips so he could get better leverage, and started pushing her down on him.

“Rex, please. I need you too,” she begged.

Rex let go of her breasts and came up to her face, lining himself up again.

“Keep her still Fives,” Rex ordered.

She felt Fives nod behind her and he stopped moving so Rex could slowly push himself into her.

There was definitely some tension now, and having both of them inside of her was intense.

“Are you okay?” Rex asked.

“Yes, I just need some time to adjust,” she said, giving him a quick kiss

“What about me?” Fives asked.

“Sorry Fivesy, I can’t turn my head like that,” she said, petting his hip.

“Okay, then I’ll just wait until we’re done to kiss you.”

“Can’t wait.” She grinned as she rolled her hips against both clones. They groaned in appreciation and she tried it again.

Rex started carefully thrusting into her, rolling his hips into her. Fives followed shortly after.

“Yes, that’s good.” she moaned. Rex just kissed her, shutting her up.

“I’m not gonna last much longer,” Fives admitted.

“Me neither,” Ahsoka said.

“Rex, just keep doing what you’re doing,” Fives said.

“Got it,” Rex groaned.

Ahsoka felt the pressure build and wrapped her legs around Rex, digging her nails into his back as her orgasms started washing over her. Rex just slammed his mouth on hers to keep her quiet and let her ride out her orgasm.

During the last wave, she could feel Rex getting off as well as her walls clamped down on him.

They slumped down and lay there for a few moments, panting, before Fives started to poke them in the sides

“What is it?” she asked.

“Rex, get off of her! The two of you are too heavy for me!”

“Right, sorry vod,” Rex said as he tried to pull out, but then realized he was stuck.

“Sorry, that happens,” Ahsoka said “It’ll let go after a few minutes.”

“Okay, roll over then. I want to be on top now,” Fives said

After some fumbling around, Ahsoka ended up on top of Rex, who was getting soft inside of her. Fives ended up behind her, and just started thrusting into her.

Ahsoka just laid there and took it. It still felt good, but she was getting tired now. Below her, Rex was also slightly zoned out, but he still cupped her face with both hands and kissed her gently.

Fives finished inside of her and pulled out before slumping down beside them.

Ahsoka leaned over and kissed Fives as well.

“That was amazing,” Rex said.

“Yeah,” Ahsoka said. “Thanks for not making me choose.”

“Of course,” Fives said.

“I’d do anything to make you happy,” Rex said.

“Plus, it’s nice to watch you enjoy yourself with him too,” Fives said.

“I’m glad you weren’t jealous,” Ahsoka said as she pulled herself off of Rex and laid between both her boyfriends. “I assumed you guys would mind sharing.”

“Of course not,” Rex said, stroking her between her lekku.

“I wouldn’t want you to have to reject him,” Fives said.

“Besides, you love both of us,” Rex stated.

“I do. I hope that makes sense.”

“Don’t worry, it does,” Fives said, kissing her temple.

Rex snuggled up to her and gently stroked her thigh as he started drifting off. Ahsoka and Fives followed soon after.

**Author's Note:**

> Thank you for reading!


End file.
